Mach Natural Resources LP (MNR) Schedule 13G discloses that a group of related entities and an individual, led by Constantin von Wasserschleben and affiliated Luxembourg and German entities, together beneficially own 30,611,264 common units, representing 18.2% of the outstanding class of common units. Ownership is held of record by VEPU Inc. (25,407,349 units; 15.1%) and SIMLOG Inc. (5,203,915 units; 3.1%), with multiple intermediate Luxembourg entities and Institut fur Kapitalanlagen und Vesicherungslosungen GmbH noted as controllers. All reporting persons state they do not have sole voting or dispositive power and the filing asserts the holdings were not acquired to influence control. The statement is signed by authorized directors and officers and includes a joint filing agreement.
Positive
Disclosure of material stake: The filing transparently reports an 18.2% ownership position in MNR.
Clear attribution: Identifies record holders (VEPU Inc. and SIMLOG Inc.) and the ownership chain tying to Constantin von Wasserschleben.
Passive intent certified: Reporting persons certify the securities were not acquired to change or influence control, consistent with Schedule 13G.
Negative
Concentration risk: Significant minority position (18.2%) concentrated in two record holders could influence governance if intent changes.
Shared control structure: Multiple related entities and an individual are deemed to share beneficial ownership, complicating clarity on decision-making authority.
Insights
TL;DR A coordinated group reports an 18.2% passive stake in MNR, concentrated in two record holders (VEPU and SIMLOG).
The Schedule 13G shows a significant minority position: 30,611,264 units (18.2%). VEPU Inc. holds 25,407,349 units (15.1%) and SIMLOG Inc. holds 5,203,915 units (3.1%). Reporting persons indicate no sole voting or dispositive power and certify the holdings were not acquired to change control. The filing ties ownership through a chain of Luxembourg entities and a German institute to Constantin von Wasserschleben, indicating shared beneficial ownership across affiliated entities. For market impact, an 18.2% disclosed position is material because it represents a substantial minority stake and must be monitored for future Schedule 13D updates if intent changes.
TL;DR Group disclosure reveals centralized control via affiliated entities but asserts passive intent and shared voting/dispositive rights only.
The filing documents clear ownership attribution among fund vehicles and an individual, with the reporting group disclaiming sole ownership while acknowledging shared voting and dispositive power of 30,611,264 units. The certification states the position was not taken to influence control, consistent with Schedule 13G treatment. Governance implications: the group is large enough to exert influence if they coordinate voting despite the passive claim; the chained ownership and joint filing agreement formalize shared reporting responsibilities. No additional transactions, arrangements, or agreements are disclosed that would contradict a passive stance.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Mach Natural Resources LP
(Name of Issuer)
Common units representing limited partner interests
(Title of Class of Securities)
55445L100
(CUSIP Number)
09/16/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
IKAV General Partner s.a r.l.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
LUXEMBOURG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
30,611,264.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
30,611,264.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
30,611,264.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
18.2 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes (i) common units representing limited partner interests held by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben, and (ii) common units representing limited partner interests held by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc. and SIMLOG Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
VEPU Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
25,407,349.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
25,407,349.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,407,349.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
15.1 %
12
Type of Reporting Person (See Instructions)
CO, OO
Comment for Type of Reporting Person: VEPU Inc. is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
IDI Investment s.a r.l.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
LUXEMBOURG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
25,407,349.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
25,407,349.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,407,349.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
15.1 %
12
Type of Reporting Person (See Instructions)
FI, OO
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes common units representing limited partner interests held by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
IKAV SICAV-FIS SCA
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
LUXEMBOURG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
30,611,264.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
30,611,264.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
30,611,264.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
18.2 %
12
Type of Reporting Person (See Instructions)
FI, OO
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes (i) common units representing limited partner interests held by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben, and (ii) common units representing limited partner interests held by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc. and SIMLOG Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
SIMLOG Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,203,915.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,203,915.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,203,915.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
3.1 %
12
Type of Reporting Person (See Instructions)
CO, OO
Comment for Type of Reporting Person: SIMLOG Inc. is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by SIMLOG Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
Simlog S.a r.l.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
LUXEMBOURG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,203,915.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,203,915.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,203,915.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
3.1 %
12
Type of Reporting Person (See Instructions)
FI, OO
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes common units representing limited partner interests held by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by SIMLOG Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
Institut fur Kapitalanlagen und Vesicherungslosungen GmbH
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
GERMANY
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
30,611,264.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
30,611,264.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
30,611,264.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
18.2 %
12
Type of Reporting Person (See Instructions)
FI, OO
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes (i) common units representing limited partner interests held by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben, and (ii) common units representing limited partner interests held by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc. and SIMLOG Inc.
SCHEDULE 13G
CUSIP No.
55445L100
1
Names of Reporting Persons
Constantin von Wasserschleben
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
GERMANY
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
30,611,264.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
30,611,264.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
30,611,264.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
18.2 %
12
Type of Reporting Person (See Instructions)
IN, OO
Comment for Type of Reporting Person: In reference to rows 6, 8 and 9, includes (i) common units representing limited partner interests held by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben and (ii) common units representing limited partner interests held by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU, Inc. and SIMLOG Inc.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Mach Natural Resources LP
(b)
Address of issuer's principal executive offices:
14201 Wireless Way, Suite 300 Oklahoma City, OK, 73134
Item 2.
(a)
Name of person filing:
This statement is filed jointly by and on behalf of each of Constantin von Wasserschleben, Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, IKAV General Partner S.a r.l., IKAV SICAV FIS SCA, Simlog S.a r.l., SIMLOG Inc., IDI Investment S.a r.l. and VEPU Inc. (each a "Reporting Person" and collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the common units representing limited partner interests held directly by the other Reporting Persons.
Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"), or any other purpose, the beneficial owner of any securities covered by this statement.
Each Reporting Person may be deemed to be a member of a group with respect to Mach Natural Resources LP (the "Issuer") or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the Reporting Persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
(b)
Address or principal business office or, if none, residence:
The business address for VEPU Inc. is 1301 McKinney Street, Suite 1600, Houston, Texas 77010. The business address for SIMLOG Inc. and Mr. von Wasserschleben is 1201 Louisiana Street, Suite 3400, Houston, Texas 77002. The business address for Simlog S.a r.l., IKAV SICAV FIS SCA, IKAV General Partner S.a r.l. and IDI Investment S.a r.l. is 74a, Route de Luxembourg, Wasserbillig, L-6633 Luxembourg. The business address for the Institut fur Kapitalanlagen und Vesicherungslosungen GmbH is Holzdamm 14, 20099 Hamburg, Germany.
(c)
Citizenship:
SIMLOG Inc. and VEPU Inc. are each organized under the laws of the State of Delaware. IDI Investment S.a r.l., Simlog S.a r.l., IKAV SICAV FIS SCA, and IKAV General Partner S.a r.l. are each organized under the laws of Luxembourg. The Institut fur Kapitalanlagen und Vesicherungslosungen GmbH is organized under the laws of Germany. Mr. von Wasserschleben is a citizen of Germany.
(d)
Title of class of securities:
Common units representing limited partner interests
(e)
CUSIP No.:
55445L100
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Items 5 through 9 and 11 of each of the cover pages to this Schedule 13G are incorporated herein by reference.
(b)
Percent of class:
Item 11 of each of the cover pages to this Schedule 13G are incorporated herein by reference.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
Item 6 of each of the cover pages to this Schedule 13G are incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
Item 8 of each of the cover pages to this Schedule 13G are incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
IKAV General Partner s.a r.l.
Signature:
/s/ Gregor Gruber
Name/Title:
Gregor Gruber/Director
Date:
09/23/2025
Signature:
/s/ Marco Hoopmann
Name/Title:
Marco Hoopmann/Director
Date:
09/23/2025
VEPU Inc.
Signature:
/s/ Gregor Gruber
Name/Title:
Gregor Gruber/Director
Date:
09/23/2025
IDI Investment s.a r.l.
Signature:
/s/ Gregor Gruber
Name/Title:
Gregor Gruber/Director
Date:
09/23/2025
Signature:
/s/ Marco Hoopmann
Name/Title:
Marco Hoopmann/Director
Date:
09/23/2025
IKAV SICAV-FIS SCA
Signature:
/s/ Gregor Gruber
Name/Title:
Gregor Gruber/Director
Date:
09/23/2025
Signature:
/s/ Marco Hoopmann
Name/Title:
Marco Hoopmann/Director
Date:
09/23/2025
SIMLOG Inc.
Signature:
/s/ Bobby Saadati
Name/Title:
Bobby Saadati/President
Date:
09/23/2025
Signature:
/s/ Megan Ebadat
Name/Title:
Megan Ebadat/Treasurer
Date:
09/23/2025
Simlog S.a r.l.
Signature:
/s/ Gregor Gruber
Name/Title:
Gregor Gruber/Director
Date:
09/23/2025
Signature:
/s/ Marco Hoopmann
Name/Title:
Marco Hoopmann/Director
Date:
09/23/2025
Institut fur Kapitalanlagen und Vesicherungslosungen GmbH
